Attachment_5_Use_and_Nondisclosure_(NDA).docx

Use and Non-Disclosure Agreement

The undersigned, , an authorized representative of the , (which is hereinafter referred to as the Recipient) requests the Government to provide the Recipient with technical data or computer software (hereinafter referred to as Data) in which the Government's use, modification, reproduction, release, performance, display or disclosure rights are restricted. The Recipient also requests the Government to provide the Recipient with technical data and computer software in which the Government’s Rights are not restricted. Those Data are identified in an attachment to this Agreement. In consideration for receiving such Data, the Recipient agrees to use the Data strictly in accordance with this Agreement:

(1) The Recipient shall:

(a) Require its subcontractors or suppliers, or prospective subcontractors or suppliers, to sign a use and non-disclosure agreement prior to disclosing or releasing these Data to such persons. Such agreement must be consistent with the terms of this agreement.

(2) The Recipient agrees to indemnify and hold harmless the Government, its agents, and employees from every claim or liability, including attorneys fees, court costs, and expenses arising out of, or in any way related to, the misuse or unauthorized modification, reproduction, release, performance, display, or disclosure of Data received from the Government with restrictive legends by the Recipient or any person to whom the Recipient has released or disclosed the Data.

(3) The Recipient agrees that the Data contained and obtained from the DEC Server may only be used for the purpose of preparing for the final RFP release when and if the Government releases such a RFP.

Recipient's Business Name: _______________________________

By: _______________________________ ________________________________

Authorized Representative Date

Representative’s Typed Name and ________________________________ Title: _________________________________

(End of use and non-disclosure agreement)